Author: Robert A.G. Monks
Publisher: Miniver Press
“Democratic capitalism-the source of America's wealth, the foundation of our entire economic system-is threatened as never before in my eighty years, not from without but from within. Shareholders today no longer own, except in the narrowest legal sense the corporations they have invested in.”
These are the opening remarks in Robert A.G. Monks' Citizens DisUnited: Passive Investors, Drone CEOs, and the Corporate Capture of the American Dream and they form the foundation of his well-formulated arguments why American companies today enjoy an unchallenged reign and have the power to dictate and control the rules under which they operate.
As pointed out, American corporations' financial powers control every stage of politics - executive, legislative and judicial. This “capture,” as Monks terms it, is expressed by way of their lobbying powers and their CEOs that have captured the corporations' power and riches and systematically have externalized corporate liabilities. These same “manager-kings” have also placed themselves above the reach of the law and beyond effective enforcement not to omit the property that has been removed “off shore” where it is neither regulated nor taxed. To put it succinctly, the stakes are stacked in their favor with very little opposition. They have even set the agenda pertaining to the terms of the debate as well as what it entails to be a good corporate citizen. It is little wonder that corporate profits are soaring once again as CEOs are having a ball earning outlandish compensations when the middle class is struggling and new jobs are anemic. Does this make sense and how long can this go on?
Over the next seven chapters Monks goes on to explain how we arrived at this atrocious predicament as he exposes and examines corporations without owners, manager-kings, the United Corporations of America (U.C.A.), greed, drone corporations, responsibility, accountability and shame, and the ownership imperative. Also Included is an Appendix and reference to the important decision of Citizens United v. FEC as well as extensive end notes supporting many of the affirmations Monk makes within every chapter.
Unfortunately, few of us realize that most investors in the stock market are unaware that even though more Americans have an ownership share in the corporate economy than ever before in history, either directly through their own investments or indirectly through pension plans and index trading, their ownership is so scattered and diluted that corporations might well be described as less “owned” and less under the control of their owners.
As far as CEOs are concerned, they often use their boards of directors to fortify their positions with little regard for shareholder return. Furthermore, very often they divorce their own compensation from the rest of the workforce and from any meaningful performance and value standards. They even go so far as creating smokescreens to mask their plunder and dip into the corporate treasury for perks, luxuries, and self-aggrandizement. And even when they retire they often walk away with that wonderful golden hand shake and continue their self-generosity. Insofar as dissent is concerned, this is often stifled by all available means.
Where are the checks and balances? Where are the huge pension funds and university endowment funds that have extensive holdings in many of these companies and yet stay on the sidelines when it comes to keeping these greedy CEOs in line? Why are they not taking more of an active role? These are some of the topics that Monks delves into and the answers are not very encouraging.
Some would probably
describe Robert Monks as a gadfly but you have to admit that he tells
it like it is without beating around the bush. He describes himself
as a pioneering shareholder activist and corporate governance adviser
and has written widely about shareholder rights and responsibility,
corporate impact on society and global corporate issues all of which
are touched upon in this excellent must-read book.